Vultureman's Army
by Balin Lord of Moria
Summary: Vultureman-centric. The mad Mutant inventor has made a clone army of himself and of an aggressive vulture, and plans to use the talents and abilities he bred into them against the ThunderCats and the Lunataks, and rule Third Earth, albeit with the other Mutants' help. Inspired by TC episode, "Vultureman's Revenge."
1. ACT I

**A/N: **This story is the first in a trilogy of unrelated stories in which one of the Mutants succeeds in defeating the ThunderCats and achieving his own personal victory on Third Earth. They were inspired by _ThunderCats_ episodes such as, "Monkian's Bargain," "Jackalman's Rebellion," "Super Power Potion," and "Vultureman's Revenge," where the individual Mutants tried, unsuccessfully, to overpower the ThunderCats and/or Mumm-Ra with special abilities or a new army.

**Warning!** These stories end with the bad guys having the victory, so if you prefer a good guy victory, don't read this story or its two successors. If you've been waiting for a story where a villain wins, then read on and enjoy! However, at least one of these stories, possibly more than one, might have an open ending, where good has the potential to triumph in the future, after the end of the story.

**Disclaimer: **I do not own _ThunderCats;_ Rankin/Bass created it, and Warner Bros. presently owns it.

* * *

><p><span><strong>Vultureman's Army<strong>

**ACT I**

Deep in Castle Plun-Darr, in a new, secret laboratory he had constructed, Vultureman, the Avian Mutant, was putting the finishing touches on his latest weapons against the ThunderCats. He was sure that the Lunataks and his fellow Mutants wouldn't be able to laugh at him this time.

"Hey! What going on in here, Vultureman? Building another stupid contraption to defeat the ThunderCats, I'll bet, yessss?"

Vultureman turned, startled, as Slithe entered the chamber, followed by the other Mutants.

"Yes and no, Slithe, cawww!" replied Vultureman, "I'm building another 'contraption,' yes, but this time, it isn't 'stupid' or 'useless.' This is a foolproof plan to get my revenge on the ThunderCats once and for all."

"Hoo, hoo, hoo! You mean our revenge, Vultureman!" said Monkian.

"Right, whatever, caw!" said Vultureman impatiently. "Anyway, in this plan, there's more than one weapon involved in it. You see, I have made a cloning machine."

He showed off the big, box-like machine that looked like it was the right size for a Mutant to fit in. The Mutants stared at it skeptically.

"Nyah! And what exactly are you cloning, Vultureman?" inquired Jackalman.

"Caw! You mean, who am I cloning?" Vultureman replied, "Simple. I'm cloning myself. With it being just the four of us, it's no wonder the ThunderCats and the Lunataks can always stand up to even our best weapons. But with this cloning technology, I'm making an army of Vulturemen, all sharing my keen intellect in science and techno material. My DNA is the most ideal for the job, so that is why I cloned myself. And in addition to cloning copies of myself, I also designed and created an army of airborne vultures to fight the ThunderCats by air, including one special clone vulture I made for myself. I call him Vultureboy. And best of all, these Vulturemen and vultures will wield weapons that no ThunderCat or Lunatak will be a match for, like miniature Thundrainium projectors to weaken and kill the ThunderCats, and possess special talents to overcome the Lunataks' special abilities."

The Mutants looked at each other with a mixture of interest and continued skepticism.

"Yessss," said Slithe, "Sounds like a good idea on the surface, but how do you know it'll work, bird-brain? You've tried using many contraptions against the ThunderCats before, and all of them have failed. Why will this one be any different?"

"Hoo, hoo! Yes, Vultureman. Why should we trust you this time?" said Monkian.

Vultureman hissed. "Because, brother Mutants, it was never my fault that my 'contraptions' failed me, and with many clone Vulture soldiers on our side, we will not only have a number's advantage over our enemies, but also a tactical and strategic advantage. Vulturemen can think more creatively than your lower kinds can, and that proves useful against other creative thinkers like the Cats. And we know how to use our powers and our talents better than you barbarians know how to use yours. Take my word for it. _This will work."_

The Mutants were clenching their fists at being so bluntly insulted by Vultureman, but Slithe said, "Very well, Vultureman. For the umpteenth time, I'll give your invention a chance. But if this one fails us too, I swear I'll feed your stinking carcass to your own vultures, yessss?"

Vultureman swallowed, but otherwise betrayed no sign of fear. "It's a deal, Slithe. Cawww!"

"Now," said Slithe, "Where exactly are these clones of yours? And when are they going to go into action?"

"Caw! They are waiting just outside Castle Plun-Darr, where your Reptilian army used to stand, Slithe. Come with me, and I'll show you just what they can do. And to prove to you that I'm not afraid to lead them, I'll go out with them in my Flying Machine, so I'd suggest you and the others remember to take along the SkyCutters and the NoseDiver, too. Caw!"

* * *

><p>In an open clearing, Cheetara and Tygra were walking through the area, patrolling the land of Third Earth as well as keeping the peace in it.<p>

Cheetara said, "It's a rather quiet day today, don't you think so, Tygra?"

"I'll say it is," agreed Tygra, "But that should make us alert only for more attention from the Mutants and the Lunataks, as well as any other troublemakers on Third Earth."

Just then, a shadow passed overhead. They looked up. It was Vultureman in his Flying Machine, or so they thought at first.

"Vultureman!" exclaimed Tygra. "Now why would he be doing a full frontal assault on us in his Flying Machine? That's not like him!"

"Yes," said Cheetara, "That behavior is more common in the other Mutants."

But then, there suddenly appeared another vulture-like Flying Machine next to the first one, and it appeared to be carrying Vultureman, too. The ThunderCats stared as they dodged the first laser blasts from the Machines' eyes.

"Two Vulturemen?" Cheetara wondered, "How can there be more than one? I thought the Vultureman was the only one!"

They went to their vehicles parked nearby, the ThunderClaw and the HoverCat, and prepared to attack the Flying Machines. But then, suddenly, a large bird appeared out of nowhere and proceeded to land on the HoverCat and chew on its cords and wires that powered it.

"Hey! Get off!" Tygra yelled, using his bolo whip to drive the vulture away from its perch. But many more came along a moment later, and began to assault his whole vehicle. He couldn't deflect them all with his whip. Soon, they were also tearing up the ThunderClaw, which Cheetara couldn't defend properly, either, and both ThunderCat vehicles crashed into the ground.

The ThunderCats picked themselves up and prepared to face the Vulturemen, who had dismounted from their Flying Machines. "What is this?" demanded Cheetara. "Which one of you is the real Vultureman?"

"Cawww! That would be me!" said a third Vultureman who landed with the others. He hopped out and called out to one of the vultures.

"Here, Vultureboy!" he called to his "pet," a big condor-like vulture whose physical appearance wasn't too dissimilar to Vultureman's, except for the wings and bird-like posture. "Say hello to my new pets, and my new army, ThunderCats!" He gestured to the other Vulturemen, and identified them as VM-0408 and VM-4444. "I nickname them Grunter and Fours, for reasons that may become obvious."

Grunter made a hoarse grunting noise that was rough, even for a Vultureman. Fours said, "The name is Fours, because of my unit number. Cawww!"

Cheetara and Tygra blinked. "More Vulturemen? But where on Third Earth did they come from?" demanded Cheetara. "And why do you give them unit numbers and nicknames?"

"Caw! They are my new army, She-Cat," laughed Vultureman, "My new, loyal, _clone_ army. And they have every intention of being loyal only to me, and that means you ThunderCats will soon be no more! Do your stuff, boys!"

"Caw! Yes, sir!" the two clones said in unison. Then they pulled out medium-sized, hand-held Thundrainium projectors and aimed them at the ThunderCats.

"Uh, oh! Thundrainium weapons!" said Tygra, "Cheetara, don't let their shots hit you or anything!"

"I'm on it, Tygra," she said, but the Vulturemen wouldn't wait for them to compose themselves for battle. They opened fire.

Cheetara dodged the first few shots with her incredible speed, while Tygra quickly turned himself invisible. But the Vulturemen had talents that Vultureman had programmed into them, talents that could rival those of the ThunderCats, as well as the Lunataks. Grunter was able to see Tygra through the infrared, similarly to Lunatak Red Eye, and fired a shot that hit right near Tygra's feet. The ThunderCat turned visible again, and fell to the ground, rapidly weakening. Fours had unblinking vision that could follow Cheetara wherever she went, and his Thundrainium projector fired guided shots that she couldn't outrun or outsmart indefinitely. He fired at a spot that she was about to run towards, and the shot followed her course and met her there. Soon, she too was fallen on the ground, weak.

Vultureman laughed out loud. "Good! Now blast them with some more Thundrainium to ensure that they don't get up again for a _long_ time."

Grunter and Fours fired concentrated blasts at Cheetara and Tygra, until the ThunderCats lost consciousness. Then they took aim at the Cats' magic insignias on their clothes, and fired again. This reduced the condition of the two ThunderCats to mortal.

Vultureman cheered. "That's two ThunderCats down! I'll show Lion-O yet that even the Eye of Thundera cannot defeat Mutant genius!" He gazed down with glee at the two dying ThunderCats, and then he left with Vultureboy and the clones, leaving a few other vultures to feast on the ThunderCats' vehicles, and then the ThunderCats themselves.

* * *

><p>In Cat's Lair, the other ThunderCats were getting concerned, because Tygra and Cheetara were due to report back to the Lair after their daily patrol.<p>

"Snarf!" said Snarf, "What could be taking them? It's not like Tygra and Cheetara to slack off on the job! They're always been two of the most responsible ThunderCats."

"Now, now, Snarf," said Panthro at the controls, "Give them a little more time. They could have been delayed by something unforeseeable."

"That's just it, Panthro," said Snarf, "Maybe this 'unforeseeable' thing did something bad to them! Snarf! Snarf!"

"Oh, you worry too much, Uncle Snarf!" said Snarfer.

"Too much? Snarf! I think you don't worry enough!" remarked Snarf.

Suddenly, the Sword of Omens hummed a warning to Lion-O, Lord of the ThunderCats. He said, "Maybe the Sword senses some kind of trouble they may be in." He held the sword hilt up to his eyes and said, "Sword of Omens, give me Sight Beyond Sight!"

He saw an image of three, not one, but three Vulturemen, shooting at Cheetara and Tygra with hand-held Thundrainium cannons, and it looked like Tygra and Cheetara were in pretty bad shape. He also saw a flock of look-alike vultures tearing up the ThunderClaw and the HoverCat, and a few of them were pecking at the fallen ThunderCats, too.

"Oh, no!" he said, "It looks like the Mutants have defeated Tygra and Cheetara with Thundrainium weapons! Only it looks like Vultureman has brought along his tribe of Vulturemen this time, or maybe he somehow created those other Mutants himself! And there are even identical-looking vultures ripping up the ThunderClaw and the HoverCat, and a few even look like they want to…to scavenge on our friends' bodies!"

Panthro sat bolt upright. "What?! The nerve of that bird-brain, hurting our friends like that!"

Snarf look at Snarfer. "So, you thought I was worrying too much, eh?"

Snarfer replied, "You couldn't foresee that this would happen, Uncle Snarf. So don't tell me that I shouldn't tell you not to worry, even when there is something to worry about."

Snarf looked at him balefully. "Snarf! How dare you talk like that to your elders, Snarfer!"

"Not now, guys!" said Lion-O sternly, "This is a serious situation! We have to get Tygra and Cheetara to the Tower of Omens so that maybe Pumyra and Lynx-O can heal them before things get worse!"

"_How_ are they going to get worse, Lion-O?" asked Snarf. "You said they were directly hit by Thundrainium. Things can't get much worse than that for a ThunderCat!"

"Snarf, please," said Lion-O, "I need you to calm down, and everyone else here, too. This _is_ serious, but things have always pulled through for the ThunderCats before, and they will again this time. Just you wait. Panthro, contact the Tower of Omens and tell them what's just happened. I'll go find our hurt friends. Maybe the Sword of Omens can offer them some relief until Pumyra can heal them. I'll get the ThunderKittens to help me. Snarf, Snarfer, you stay here with Panthro."

Lion-O ran out of the control room to rouse the Kittens from their playtime and come with them. Snarf said, "Snarf! I have a bad feeling about this. Snarf, Snarf!"

* * *

><p>Hiding in the woods some miles from where they had battled the two critically injured ThunderCats, Vultureman and the other Mutants listened as a vulture bird that served as a spy communicated to Vultureman that the ThunderCats were already on the move.<p>

Vultureman looked proudly at his more than sizeable army of vulture and Vultureman clones. The other Mutants, even Slithe, were considering that this plan had some potential, after all.

"Hoo, hoo, hoo!" said Monkian, "Another successful try for Mutantkind, wouldn't you say, Vultureman?"

The birdman turned and looked at him. "Caw! I'm not Vultureman! I'm VM-099, or Shorty!"

"Oh, yes, of course you are," said Monkian, "Then _you_ must be Vultureman, right?" He looked at another Avian Mutant.

The bird looked at him balefully. "I'm VM-785, or Lite! Cawww!"

Monkian stared around at all the Vulturemen. "Whatever! Hoo! Hoo! Hoo!" He shrugged helplessly.

"What does 'VM' stand for, exactly, Vultureman?" Jackalman asked the real Vultureman.

"Simple, my simple-minded comrade," explained Vultureman, "'VM' is an acronym for 'Vultureman.'"

"Nyah, I see," said Jackalman.

"Not bad for a first effort, Vultureman, yessss?" said Slithe, "But I won't be fully convinced until some more of our enemies also go down with a whimper, including Lion-O."

Vultureman grinned. "Believe me, Slithe," he said, "We'll be picking off some more of them soon, and later, it'll be the Eye of Thundera's turn. Even Lion-O won't know what hit him; he's overconfident, what with all the victories he's accumulated over the years."

"Good," said Slithe, "That's good, yessss?"

"And soon enough," continued Vultureman, "We'll have a little date with the Lunataks, too. We will show them what it's like to be made to crawl on their knees before us Mutants, and most of all, the Mutant genius himself, Vultureman!"

He lifted a fist into the air and cawed. The other Mutants joined in with their own laughter and cheers, but the Reptilian, Monkian, and Jackalman calls were drowned out by the cawing of the proud, clone Vultureman army.

**END OF ACT I**


	2. ACT II

**Vultureman's Army**

**ACT II**

"Sssssooo," said Slithe to Vultureman, "If you don't mind my asking, what types of Vultureman clones do you have here? I mean, when it comes to specialization in combat?"

"Haww! That's easy to explain, Slithe," said Vultureman. "I have hundreds of thousands of these clones already, and the bulk of them are ordinary foot soldiers, like those that attacked Cheetara and Tygra. But many others have special talents of their own. There are Heavy Vultures, who have heavily muscled bodies and serve as the protection of the weaker Vultures. They are rare, because they were hard to produce, but they are my strongest clones. There are also Jump Vultures, who, like real vultures, can jump high in the air and fly under their own power for a limited time. They can also soar in the air."

"There are also Incinerator Vultures, with intense urges to burn and destroy. They might be useful in burning down the peaceful villages throughout Third Earth. Then there are EVO Vultures, trained to fight in the most dangerous environments. I have bred them to express hatred not only toward ThunderCats, but also toward all non-Mutants, including Mumm-Ra and the Ancient Spirits of Evil, making them more aggressive toward that bag-of-bones if he decides to interfere with my plans. And then there are Vulture Assassins, Shadow Vultures, and Vulture Commanders, the only ones who _only_ have names and not numbers. I would be wary around the Commanders, too. They are full of their own feelings of authority, you know, and won't stand for backtalk from a non-Vultureman."

Jackalman snorted. "Figures. Now I have to fully respect a bunch of authoritative Vulture Commanders, too."

"What was that, Jackalman?" demanded Vultureman.

"Oh, nothing Vultureman, really," the Jackal whimpered, "It'll be a lot of fun working with these nice birdies."

One Vulture decorated with a blue sash looked at him and sneered. "Sounds like your Jackal friend is one really efficient boot-licker, Commander-in-Chief Vultureman."

Jackalman smiled sheepishly. Monkian asked, "Hoo, hoo! Which Vulture is that, Vultureman?"

Vultureman gazed at him fondly. "He's Commander Raveman, one of the Vulture Commanders. The Commanders get to wear decorative sashes to symbolize their positions of authority. Cawww!"

"Commander-in-Chief, huh?" hissed Slithe, "So that's what they call you?"

"As Supreme Commander of the army, yes, Slithe," said Vultureman, "But don't worry; they will follow your orders too, as long as I tell them to do so."

"Fine, then," Slithe said. "Now, what's the next step in your plan, _your genius?"_

"Caw! That first attack was merely a demonstration of the power of my army, a _small _demonstration," said Vultureman, "For now, we'll let the ThunderCats collect the bodies of their friends and attempt to heal them. Meanwhile, I will send a detachment of Incinerator Vultures to some of the Wollo and Bolkin villages to burn down the villages and drive out the inhabitants. I may even allow for a few casualties among the villagers." This perked up the ears of the other Mutants. "No doubt, this will raise the warning flags of the ThunderCats and their allies, such as the Warrior Maidens and the Tuskas. Some of the ThunderCats will come, and we'll spring some Vulturemen on them. My idea is that the Commanders, who are among the elite within the elite in my army, will combat the ThunderCats, hand-to-hand, and stun them with their Thundrainium blaster cannons. Don't worry; the Commanders carry a built-in shield generator on their belt to protect them from most ThunderCat weapons. And then, the Commanders' favorite troops, the Shadow Vultures, will move in by stealth and pounce on the Cats, reducing them to a heap of weak bodies with their own Thundrainium projectors. But I don't want all of them to die in this ambush. I want somebody to go back to the others to report the news that Vultureman has a new army, and intends to use it to rule Third Earth. We'll finish off the remaining ThunderCats later."

"Sounds like a plan to me. Hoo, hoo, hoo!" said Monkian.

"Unfortunately, the best source for more Thundrainium is Dark Side, the home of the Lunataks," said Vultureman, "But I have a plan to deal with those moon-faced loonies, too. I am going to go with a large detachment of my Heavy Vultures, Jump Vultures, and EVO Vultures to Sky Tomb, and wrest control of the Lunatak base from them. Then, I shall make them my servants, probably unwilling servants, but servants, nonetheless, and use them to provide new technology and Thundrainium for the army. The Lunataks think they're invincible, but they've never faced anything like the Vultureman army before. Haw, haw, haw, haw, haw!" he laughed.

"And what if Mumm-Ra shows up on the scene, Vultureman, _yessss?"_ growled Slithe.

"My army is already prepared to fight him if he intervenes, Slithe," said Vultureman impatiently. "Now, you three are going to serve as generals over the detachment of the army that goes to the villages to burn them down. Give the Vulturemen any orders you see fit, but remember, they are loyal to me ultimately, and they will not take any funny talk from you, nor will they accept any attempts to bribe, seduce, or blackmail them into betraying me. Understand?"

"Understood, Commander-in-Chief," said Slithe with a hint of sarcasm.

"Understood, Commander," said Monkian and Jackalman, although they secretly wished they could convince some of the clones to help them form their own little armies.

* * *

><p>Lion-O went out in the Whisker to find Cheetara and Tygra. The ThunderKittens rode their Space Boards. When they made it there, they were quite shocked, to say the least. Cheetara and Tygra were barely alive as some dried out Thundrainium was littered around their bodies. They didn't know that Vultureman could be this savage toward anyone, even a ThunderCat.<p>

"WilyKat! WilyKit! Don't go near them yet! That Thundrainium is deadly!" said Lion-O warningly.

"But then how are we going to get them to the Tower of Omens, Lion-O?" asked WilyKat.

"The Sword of Omens can render the Thundrainium neutral in a few seconds," said Lion-O. He aimed the Sword and shouted, "Ho!" The Thundrainium and its fumes were dissipated.

"Now quick, help me get them in the Whisker, Kids," said Lion-O, "We've got no time to lose!"

At the Tower of Omens, Pumyra applied some healing herbs to Cheetara and Tygra's injuries. Ben-Gali looked appalled that something like this was happening, and Lynx-O was discussing the situation with Lion-O.

"It doesn't look good, Lion-O," said Pumyra, "Cheetara and Tygra look like they got a very direct hit of Thundrainium, and it's left them in critical condition. I think they'll survive, but it won't be easy for them to recover."

"They have to survive! They have to get better! They just _have to!"_ said an upset WilyKit, who looked like she was on the verge of tears.

"Easy, WilyKit," said Lynx-O, "We have pulled through many terrible incidents before, and we have survived them. Even with an army of his own, Vultureman cannot destroy the ThunderCats or the Eye of Thundera."

"No, they can't," agreed Lion-O. "But this doesn't look like something that we're going to beat as easily as in the past. Like Snarf, I have a bad feeling about this one."

"Whoever said fighting evil was easy, Lion-O?" asked Lynx-O. "Evil has many ways of fighting good, both from without and from within, and they use many weapons and many deceptions to try to do so. Evil never dies completely; anyone who knows about Mumm-Ra knows that well. But even when evil does have a major victory, good always finds a way to bring that victory to naught, in the end, and makes good become the true victor."

"Yes, that's true," said Lion-O, "But I also wonder if the Mutants have any other allies in this, as well. I mean, Mumm-Ra could be supporting them, or maybe the Lunataks."

The Sword of Omens started to hum again. Lion-O looked at it. "Another problem?" he wondered.

"I hope it's not as bad as the one from before," said WilyKit, who looked like she was still fighting to regain her self-control.

Pumyra, who had paused in treating Cheetara and Tygra, put her arms around WilyKit to comfort her. "It'll be all right, WilyKit. It'll be all right. You'll see."

Lion-O raised the Sword to his face and commanded it to give him Sight Beyond Sight again. Once again, he saw the Vultureman clone army in action, but this time, a few hundred or so of them were burning down Wollo and Bolkin villages with flamethrowers. Wollos and Bolkins were fleeing everywhere, and some of them didn't make it. Two older Wollos and several Bolkins were set ablaze by the maniacal Vulturemen, who seemed to be enjoying what they were doing.

It appeared that the Warrior Maidens had intervened, too, but they were running out of trees to stand in, as the Vulture soldiers burned them down. The leaders of the Warrior Maidens, Queen Willa and Nayda, were having a terrible time fighting off big Vultures wearing dark blue sashes who seemed to be invulnerable to their attacks. And all of the regular Mutants were there, shouting orders to the cloned birdmen, except, surprisingly, for the real Vultureman.

Lion-O was shocked. "How can they be doing that!? The Vulturemen are burning down the Wollo and Bolkin villages, and even Tree-Top Village of the Warrior Maidens! Some of the innocents are even being set on fire, themselves! But the real Vultureman doesn't seem to be there." He commanded the Sword to show him where Vultureman was.

The Sword's vision showed a large number of Vulturemen, led by Vultureman himself, marching, riding, or flying into Dark Side, in the direction of Sky Tomb. It seemed like Vultureman had a little business with the Lunataks, and it probably wasn't friendly business.

"And Vultureman has gone to Dark Side, possibly to wipe out the Lunataks!" he exclaimed.

"Looks like this is already turning into an emergency," said Ben-Gali.

WilyKit looked at Pumyra. "How, in the name of Thundera, is everything going to be all right? You tell me, Pumyra!" she demanded, before running from the control room.

"WilyKat," said Lion-O, "Follow her. Make sure she isn't about to do anything rash."

"At once, Lion-O," said WilyKat, and followed his sister out of the room.

"Well," said Lion-O more rationally, "The problem of the burning villages is by far the bigger problem, as far as we're concerned. Lynx-O, Ben-Gali, come with me. We'll go in the ThunderStrike to stop this atrocity. On the way, I'll contact Panthro and tell him to meet us there in the ThunderTank. Pumyra, you stay here. Keep doing what you can for Cheetara and Tygra, watch over the Tower of Omens, and keep an eye on the ThunderKittens, so that they don't get themselves mixed up in something they're not ready to see."

They all joined right hands and shouted, "ThunderCats! Ho!"

* * *

><p>In the forest, by the destroyed villages, Slithe, Monkian, and Jackalman looked like they wished they could get in on the fun of burning and destroying. But they remembered that it was unbecoming of a general to act as silly as his army was acting, and they held themselves in check.<p>

"Nyah!" said Jackalman, "I can't believe I'm stuck giving orders to a bunch of artificial Mutants that aren't even part of my own tribe!"

"Hoo, hoo, hoo! You're telling me," said Monkian, "A Simian has no place with a flock of obedient Aves."

"Wait a minute!" said Slithe, "There's one of the ThunderCats coming! In the ThunderTank!"

Panthro had just appeared on the scene. He charged right in with the Tank, shielding himself from the flames of the Incinerator Vultures with his armored windshield, knocking aside many of the maniacal birds. Those that weren't knocked out or killed by the plow of the Tank regrouped and shot fresh fire at Panthro.

The Panther ThunderCat fired his Tank's lasers at the Incinerator Vultures, destroying many of them. He reasoned that since they were clones, and only existed to enjoy burning and destroying things, it was all right to take them down without mercy.

Commander Raveman of the Vulture Commanders, who had just fought and stunned Nayda, walked forward and challenged Panthro to single combat. Panthro agreed, and jumped out of the Tank with his nun-chucks in his hands. The ThunderCat fired lasers from one of the chucks at Raveman. Raveman didn't move. To Panthro's surprise, the lasers didn't seem to do any harm to the Vulture.

He tried another thing. He shot smoke out of his other chuck and spread it around the Vulture Commander. Raveman simply pulled out his communicator and called somebody.

"Hmm, probably reinforcements," thought Panthro, "I'd better outmuscle this guy before they get here." He swung his nun-chucks at the cannon Raveman held in his hands, but Raveman deftly dodged the attack. Panthro aimed a good, solid kick at Raveman's head. This made the bird recoil a little, but he still wasn't defeated. Panthro began to wonder if Vultureman had jinxed this particular clone in some way.

But then, the Commander fired a stun bolt at Panthro. He dodged it easily enough, but it bounced off the armor of the ThunderTank and hit him anyway. As he fell over, Panthro thought he heard Raveman say, "Now!" Then a whole crew of dark-skinned Vulturemen Panthro hadn't been aware were there sprung out of the shadows, and grabbed him, hurling him to the ground. The Shadow Vultures proceeded to shoot Panthro at point-blank range with their Thundrainium projectors, weakening him to a newborn cub, and then some. He started to moan in pain. The other Mutant generals smiled evilly.

"Goodbye, Panthro, yessss?" said Slithe. Monkian and Jackalman laughed out loud.

Just then, the ThunderStrike flew in through the trees. Lion-O was the first ThunderCat to leap out of it and land on his feet. He had a feral growl on his face and was looking very serious.

"Your reign of terror ends here, Mutants!" he snapped. "I don't know why Vultureman isn't overseeing this instead of you, but he'll be taught a lesson like never before when the ThunderCats are through with him!"

The Mutants cringed. "Oh, great, Lion-O's here!" said Slithe.

"Hoo, hoo, hoo! What do we do now?" asked Monkian.

"Let's make a run for it!" said the cowardly Jackalman, and the Mutants turned-about-face.

"Where are you going?" Raveman demanded. "You're supposed to be our generals in our Commander-in-Chief's absence. You can't just run out on us!"

"Yes, we can!" shouted Slithe.

"Then get out of here, jerks!" Raveman said in disgust. "I'll take over, and I won't fail to tell Vultureman how you failed at your job at the first sight of Lord Lion-O!"

"No one's going anywhere!" Lion-O declared. "Everyone who played a part in this atrocity will be punished before the day is out!"

He raised his Sword and shouted the battle cry: "Thunder, thunder, thunder, ThunderCats! Ho!"

**END OF ACT II**


	3. ACT III

**Vultureman's Army**

**ACT III**

Vultureman's army was almost to Dark Side. He had prepared his troops for this glorious moment, when he would show a thing or two to the Lunataks, the so-called "fearsome raiders from the Moons of Plun-Darr," to show them that the Mutants could defeat them in combat when Lunatak hubris was always saying otherwise. Vultureman could just imagine the expressions on those loonies' faces when he took care of them.

Unsurprisingly, the Lunataks sensed them coming before they arrived. They gathered around the pilot console of Sky Tomb and observed the army of vulture birdmen marching through Dark Side, heading in Sky Tomb's general direction.

Red Eye chortled. "You have got to be kidding me," he said, "That Vulture Mutant is on his way with a whole bunch of copies of his own kind."

"Don't be a fool, Red Eye!" said Luna, "That bird-brain may be an annoyance with all his mad inventions, but we should be taking him seriously when he comes our way with a multitude of duplicates of himself!"

"Why should we, Luna?" asked Alluro, "I've improved the powers of my psyche club so that it can control many people at once. We can easily turn part of the army against each other, you know."

"Yes," said Chilla, "Or we can ice them from a distance. I can take them out from a safe distance without any problem."

"We have to use caution," said Luna warningly, "There are many of them, and only six of us, plus Sky Tomb. That may not even be the entire army; there may be others marching somewhere else. So keep tracking it, Red Eye!"

"A pleasure, Luna," said Red Eye, "If there are more of those ridiculous Vultures coming, they won't escape my eyes. Count Vultureman as finished!"

Eventually, the army was nearly at its target, but the Lunataks had decided to be a little offensive themselves, and were flying Sky Tomb forward to meet them, possibly in open battle.

"Caw!" said Vultureman to his men, "Be on your guard, Vulturemen, and be ready for anything. The Lunataks are excellent at sneak attacks, and will take no chances while facing us."

"You're right about that, Vultureman!" came Luna's voice from within Sky Tomb. "Bringing an army of bird-brains to fight us is an unwise decision! Go, Lunataks! Go! Go! Go!"

There was silence for several long moments. Eventually, Vultureman decided that his men should make the first move before the Lunataks tried their patience even worse. He ordered some of the EVO Vultures to attack. The EVO's marched forward and attacked the front of Sky Tomb with their huge blaster cannons, putting several holes in the flying fortress's face. But the Lunataks weren't going to let Vultureman take their fortress out so easily.

Out of a door in Sky Tomb sprang Tug Mug, gravity carbine in hand, ready to send some Vulture soldiers soaring to the heavens or plummeting to the ground, unable to move. But this was one of the reasons Vultureman had brought along his Jump Vultures. They flew into the sky like birds (despite having no wings) and began to surround Tug Mug. The Lunatak felt a little intimidated by these flying birds soaring around him, even though every one of them was unable to soar indefinitely, and eventually had to go back to the ground again. He fired the gravity carbine at the Jump Vultures, setting it to its heavyweight setting, and one by one, many Jump Vultures fell to the ground and broke their necks, or their bodies, and died. But then some more of them started to surround Tug Mug, and one formidable Vulture fired his big blaster cannon at the lightweight Lunatak. The first blaster shot blew up the gravity carbine in Tug Mug's face. It caused a burst of high gravity energy to hit Tug Mug, and now he dropped like a stone and was stuck on the ground, weaponless.

"You bird-brains!" he yelled, "You've ruined the gravity carbine! Now I'm stuck like this forever!"

Alluro came out next, along with Chilla. He cast out his psyche club's crystal ball over a host of the EVO Vultures in front of the army and started to control them. "Let's be sensible, Vultureboys," he said, "You don't stand a chance against Sky Tomb and the Lunataks."

"Caw! Be sensible," the Vultures said as one, "We don't stand a chance."

Then Chilla started to blow her icy breath on the EVO Vultures, beginning to freeze them over with ice. She laughed and asked, "How do you little birdies think you'll escape a block of ice?"

"We can't escape a block of ice. Cawww!" said the Vultures.

"Vultureboy!" Vultureman cried, "Stop this madness at once!"

Suddenly, to the Lunataks' surprise, a big vulture flew down from the sky and used its talons to shatter Alluro's crystal ball. The EVO Vultures quickly broke out of their trance and, filled with hate for the Lunataks for taking them down so easily, they used muscle to break out of Chilla's ice block and charged the two Lunataks. The EVO's knocked down Alluro and beat him, and one angry EVO released a blast of rock salt at Chilla, knocking out her ability to breath ice.

Red Eye was next. He challenged the EVO Vultures to a fight of fire versus fire, saying, "Vultures are fragile birds, you know. They are no match for fire when it is used against them."

"Cawww! Oh, yes we are," yelled one EVO Vulture, "We're trained to fight in any environment and against any element. And we can beat you at your own game!"

Red Eye fired fire from his discus at the Mutant birds, but the EVO's shot their own flame-throwers at the red-eyed Lunatak. Their flames met, and it was a contest of Vulturemen against Lunatak. But then, a Vulture Assassin fired a sniper shot at Red Eye's discus and shattered it, putting him at the mercy of the EVO's. But then, some Heavy Vultures moved forward and knocked Red Eye to the ground, knocking him unconscious.

In disgust, Luna went out herself with Amok, determined not to go down without a fight. Amok came plowing out of Sky Tomb, knocking aside Vulturemen everywhere he went. The Jump Vultures couldn't stand up to him. Nor could the EVO Vultures, and the Vulture Assassins couldn't get a clear shot what with how fast Amok was moving.

But then, Commander-in-Chief Vultureman crossed their path and swung his Thundrainium Projector at Amok's legs, tripping him, and then, some Heavy Vultures jumped Amok and wrestled him to the ground, overpowering him. Luna screamed as one Vulture picked her up and made to throw her away.

"No!" said Vultureman, "I said that the Lunataks would become servants of the Mutants after I defeated them, and they will. So put her down."

The Vulture obeyed the order. Luna was outraged. "We will never be your servants, Vultureman! The Lunataks will never submit to Mutant authority!"

"Oh, really?" said Vultureman, "I don't see you having much choice in the matter. Your troops are decimated. Your steed is overwhelmed by my Heavy Vultures' strength. What can you do about it, little Luna? Haw! Haw! Haw! Haw!"

Luna looked around as the EVO Vultures roughly rounded up the defeated Lunataks. "You'll pay for this outrage, Vultureman!" she yelled, "One day, you'll pay!"

"Really?" said Vultureman, looking into her eyes with pure contempt, "Oh, I'm sure I will. But first, I'll get to enjoy some time as the ruler of Third Earth."

A Vulture Commander came up to Vultureman and said, "There's an emergency situation back at the Wollo and Bolkin villages, Commander-in-Chief."

Vultureman sighed. "I should've known Slithe and the others wouldn't be able to handle it without me there to babysit them! What kind of situation?"

"All the remaining ThunderCats are converging on the army you left there," said the Commander, "And it looks like the other Mutants want to make a run for it, but nobody is letting them."

"Very well, then. Cawww!" said Vultureman, "You stay here with half the regiment, Commander Hootmon, and watch over the Lunataks. And feel free to ransack Sky Tomb if you want to. I'm going back to the villages with all speed to help Slithe and his miserable compatriots defeat the ThunderCats once and for all."

"Yes, sir!" said Commander Hootmon.

* * *

><p>"This is madness, you miserable Mutants!" said Lion-O, "You would actually dare to murder innocents like this? I'm ashamed of all of you!"<p>

Slithe, who still looked like he would have preferred to flee, said, "It's the nature of the beast, Lion-O, and we Mutants are beasts. You, of all people, should know that."

"Hoo, hoo, hoo! That's right, ThunderCats!" said Monkian, "Where do you get your righteous ideas, anyway?"

"Enough!" said Lion-O. "As soon as this army is defeated, we are taking you to some place where you can't harm anybody anymore!"

"Nyah! I'd like to see that happen," said Jackalman, "You've always let us go in the past, and I don't see why this would be an exception, Lion-O."

"Stop talking, you idiots!" yelled Raveman, "This is the time for battle, not chit-chat!" He ordered his Shadow Vultures to assault Willa next. Soon, the Queen of the Warrior Maidens was down on the ground.

Ben-Gali leaped out of the ThunderStrike and growled. "I can't believe you sick clones could take out Panthro, Cheetara, and Tygra so easily like that!"

"And soon, it will be your turn, Mutants," said Lynx-O, broadcasting from the ThunderStrike's pilot seat.

"We'll see about that, ThunderCats," said Raveman. He aimed his stun cannon and fired a blast at Lion-O.

But the ThunderCat easily dodged it, and soon the fight was on. Lion-O aimed the Sword of Omens and shouted, "Ho!" It fired a blast that sent Raveman tripping over his own feet and tumbling to the ground. It was a good move, but it inspired the other Vulturemen clones to attack even more ferociously. The Incinerator Vultures fired their flame-throwers at the ThunderStrike, but Lynx-O calmly outmaneuvered the blasts, and fired his laser cannons. Many Incinerators were cut down and died. Another Vulture Commander named Commander Threed hammered the ThunderStrike with cannon fire, poking a few holes in its structure. Lynx-O flew at Threed and prepared to knock him over with the sheer speed of the ThunderStrike, but then several Shadow Vultures leaped out of the shadows and jumped onto the ThunderStrike. Soon, they were joined by numerous cloned vulture birds, which started to tear at the ThunderStrike's cables and cords.

"Lion-O!" yelled Lynx-O. "The vultures have ruined the braille board's connection to the CPU of the ThunderStrike! The ship is going down!"

The ship did go down, and it hit the ground in a small explosion. Before Lynx-O could get his bearings, the Shadow Vultures and Commander Threed were upon him. Threed hit Lynx-O with a stun blast, and the Shadow Vultures assaulted him, beating him like an animal.

Lynx-O was now defeated, too.

Ben-Gali growled angrily again. "You'll pay for that, you dirty birds!" He wielded the Hammer of Thundera and banged it on the weapons (and the heads) of every Shadow Vulture that had attacked Lynx-O, and then he did it again to Commander Threed. Some of the grunt Vultures started to fire their Thundrainium Projectors at him, but he managed to dodge each blast. Lion-O knew he wouldn't be able to dodge them indefinitely, and attempted to blind the clone Vultures with a blast of light from the Eye of Thundera. The light did indeed blind many of the Vultures for a few moments, but what Lion-O hadn't counted on was that when breeding the clones, Vultureman had bred polarized vision into them, making them less susceptible to total blindness, and it wasn't long before the Vultures were ready to fight again.

Finally, as Ben-Gali tried to hammer one of the largest Thundrainium Projectors into oblivion, the recovered Commander Raveman fired a stun bolt at Ben-Gali's back, and a moment later, the Shadow Vultures assaulted him, too. Lion-O rushed to stop them, but the Shadow Vultures did their work amazingly fast, and Ben-Gali was soon lying in a crumpled heap on the ground, as well.

Lion-O couldn't tell if he was alive or dead, but he was really getting upset by now. "You're not going to take down any more of my friends, unless you go through me first!" he challenged them. "And to do that, you'll have to defeat the Eye of Thundera itself! Ho!"

Apparently, the Eye of Thundera was increasing in potency along with Lion-O, as if it too was angry at this outrage. Incinerator Vultures fired their flame-throwers at him, but the Sword kept back all of the flames. The Commanders shot stun bolts at him, and the Shadow Vultures tried to sneak up on him, but the Eye countered every one of their attacks.

"This is getting out of hand!" thought Lion-O, "The Sword is very powerful, but even it can't hold up against this army forever. Perhaps I should call the others here from Cat's Lair and the Tower of Omens. No! That would only imperil more of my friends, and Cheetara and Tygra would be left unguarded and untreated. No, I must finish this on my own. I _must_ defeat this army somehow and save Third Earth!"

So he fought back with ferocity unmatched by any ThunderCat before. The Sword of Omens started to zap the clones with lightning bolts that sucked the life out of them. Many Vultures went down, and Slithe, Monkian, and Jackalman began to panic, afraid that they would have to enter the battle as well.

But just then, the lead Vultureman came back with reinforcements, and he was bringing with him a giant Thundrainium Projector cannon, like the one he had tried to use on the ThunderCats once before. Lion-O was busy fighting the other Vultures, and didn't notice Vultureman and his troops arriving until it was too late. Lion-O turned around swiftly, but Vultureman fired the Thundrainium Projector at the Eye of Thundera, and this time, Lion-O, and the Eye, felt a great weakening of mind and body like they had never felt before.

"How? How is this happening?" he asked desperately, "Thundrainium shouldn't act this quickly, or this potently."

Vultureman laughed as his reinforcements surrounded Lion-O. "Elementary, my dear King of Beasts," he said, "On the way back here, I got some unexpected help from someone I originally thought would want to interfere with my plans."

"Who?" demanded Lion-O as he sank to his knees.

"First things first, ThunderCat," said Vultureman, and he ordered his troops to join their Thundrainium Projector streams together to overpower the Eye of Thundera. All nearby Vulturemen fired at the Sword's Eye, and kept right on shooting, until the Eye of Thundera winked out and died with a bang (a metaphorical bang). Lion-O fell on the ground, defeated.

Then something materialized nearby, something all too familiar. It was laughing evilly. Lion-O looked up.

"Mumm-Ra!" he said weakly.

"Yes, Lion-O," Mumm-Ra introduced himself, "I have long known about Vultureman's plan to use a clone army of himself to take down the ThunderCats. Of course, I never thought it would succeed, knowing all his past failures, but against all odds, this annoying but smart Mutant has succeeded. And I say that it's about time, too." He laughed triumphantly at Lion-O. "And it was I who gave an extra boost of power to Vultureman's Thundrainium Projectors. Seeing how close the plan was to succeeding, I couldn't pass up assisting it a little."

The other three Mutants stared in disbelief. "Mumm-Ra actually helped Vultureman?" Slithe remarked, "Well that's a first. I thought Mumm-Ra always had it in for Vultureman."

"You are fortunate, Reptilian, that I don't have it in for you and your barbarian confederates," said Mumm-Ra menacingly. The Mutants cringed visibly. "But count yourselves lucky that I'm not going to punish you for not doing much to help out this plan. You can go on living in Castle Plun-Darr and feel free to plunder Third Earth as you see fit, but the greater reward goes to Vultureman and all his surviving Vulture clones."

He turned to Vultureman and said, "I will not grant you full lordship over Third Earth, Vultureman," he said, "Because the power to rule Third Earth comes from me, alone. But, I will give you the entire northern and western sectors to rule as my partner in ruling Third Earth, and your army may serve as our elite men-at-arms on this world."

Vultureman almost forgot his dignity for a moment. "Yes!" he shouted, leaping up and down in the air, "I finally get to rule Third Earth, and I get to do it with my own tribe of cloned Vultures, too! Yee haw! Cawww!"

His clones looked at him with amusement. He soon noticed and reclaimed his respect in a few seconds.

"In fact," said Mumm-Ra, "I have considered this, Vultureman, and I am going to let you have your Super Power Potion back, only this time, there will be a limitless supply, so you can be almost on my level in power and might as joint ruler of Third Earth. And I have captured an intergalactic Bookmobile from the Interplanetary Control Force, so you can research on the people of Third Earth and the galaxy, and become a more efficient ruler. And you will rule from a new, improved Castle Plun-Darr, with the Lunataks as your slaves, as well as anyone else you see fit to serve you, while I imprison the ThunderCats in my pyramid for eternity."

"Haw! Haw! Haw! This is too good to be true! Caw!" said Vultureman, still excited.

"But I warn you, Vultureman," said Mumm-Ra, "It does no one any good to betray me, and if you ever attempt to usurp me or otherwise betray me, I'll pluck all your feathers off personally, along with your whole army. Is that clear?"

"Caw! Yes, Mumm-Ra, of course," said Vultureman. Mumm-Ra knew he was making his promise lightly, but decided to wait for a betrayal to actually happen before acting on it.

"You'll all pay for this one day, Mumm-Ra," said Lion-O weakly. "The Eye of Thundera cannot remain dead forever, and evil always loses out ultimately. You know that."

"We'll see who wins out in the end, Lion-O," said Mumm-Ra. "Now, meet me at my pyramid in one hour, Vultureman, and bring your army and these pathetic cretins with you." He gestured to Slithe, Monkian, and Jackalman. "I will grant you your reward there, and then you will go back to Castle Plun-Darr and get a much needed rest before you begin your duties. As for the Sword of Omens, it shall go in my cauldron."

Mumm-Ra vanished. Vultureman said to his army, "This will soon call for some celebration, don't you think, boys?"

The Vultureman clones lifted their hands in the air and cheered with him in their cawing voices. Then he ordered them to start the march to the Black Pyramid. Despite their misgivings about what Mumm-Ra had said to them, Slithe, Monkian, and Jackalman followed close behind in their vehicles.

**END OF ACT III**

* * *

><p><em><strong>This story will conclude in the epilogue…<strong>_


	4. EPILOGUE

**Vultureman's Army**

**EPILOGUE**

At Mumm-Ra's pyramid, Vultureman was soon offered back his lost-lost Super Power Potion by Mumm-Ra. When he drank enough of it to become big and strong again, the other Vultures stared at him in awe as his muscles developed more and his face became bolder.

They looked around, where all the ThunderCats except for the ThunderKittens were wrapped up in super strong mummy wrappings, intended to be Mumm-Ra's living prisoners for eternity. Vultureman basked in his glory, as well as Mumm-Ra in his victory. At long last, the ThunderCats were now defeated. Third Earth now belonged to Mumm-Ra again, only now, he shared it with Vultureman, and he had an army of endless Vulturemen and vulture bird clones to do his and Vultureman's bidding, and plunder Third Earth at will.

"In one way, Vultureman, you have an advantage over me as a ruler," admitted Mumm-Ra, "You do not have to rejuvenate inside a sarcophagus, like I do. You're not _as_ bound by the rules of the Ancient Spirits of Evil as I am."

"Yes, that _is_ a distinct advantage, Mumm-Ra," said Vultureman, squawking laughter. "I can rest whenever I _want_ to, while you rest when you _have_ to."

"Don't get cocky, Mutant!" Mumm-Ra said sternly. "Even in my sleep, I will always keep an eye on you, watching out for any signs of treachery, and you have my word that if this partnership is broken at your end, you _will_ pay dearly."

"Haw, haw, haw! Yes, of course, Mumm-Ra," said Vultureman quickly, "I wouldn't think of it, and neither would any of our clone troops. Would we, boys?"

"No, sir! Cawww!" said all the Vultures.

Jackalman barked a laugh at that remark. Vultureman turned to him and said, "You think my troops' way of talking is funny, Jackalman?"

"Oh no, of course not, Vultureman, Your Highness," Jackalman fawned in front of him.

"So then," said Slithe, getting impatient with Mumm-Ra and Vultureman's talk about kingship and treachery, "What about the three of us? Vultureman and Mumm-Ra get to rule Third Earth, the Vulture clones serve them as soldiers, the ThunderCats are Mumm-Ra's prisoners, and the Lunataks are our slaves, but what about the rest of us Mutants?"

"Hoo, hoo, hoo, yes," said Monkian, "Don't we get some kind of reward too, or at least a share in the spoils? Vultureman? Mumm-Ra?"

Mumm-Ra smiled in that unnerving way he did whenever he was thinking up something very evil. "That reminds me, Vultureman," he said, "I'll answer your question in a minute, Slithe. I value your role as joint Lord of Third Earth, Vultureman, but there is one last test to make. A test of your present loyalty to me, and to our partnership."

"Caw! And what is this test, Mumm-Ra?" asked Vultureman.

"Don't take it lightly, Mutant," Mumm-Ra warned him, "Whether you pass or fail the test, it will cost you something, but not everything."

"I understand, Mumm-Ra," said Vultureman impatiently, "Now, what is it?"

Mumm-Ra looked him in the eyes. "You can rule the west and the north of Third Earth like I said, but you will have to give up one thing in your present life that has been with you for a long time."

"Hoo, hoo! I'll bet he's going to take away Vultureman's freedom to leave the pyramid," Monkian whispered to Jackalman, "Mumm-Ra pulled that trick on me once, too. Hoo, hoo, hoo."

Mumm-Ra either didn't notice or ignored what Monkian said. "The price is this: you will have to give up your alliance and comradeship with the other Mutants, Slithe, Monkian, and Jackalman, and leave me to decide what their fates will be."

The Mutants blanched. Vultureman started in surprise. "Let go of the other Mutants, Mumm-Ra?" he said.

"Precisely," said Mumm-Ra, "I know it might make life a little lonesome for you at times, but even I've overcome that problem with the company of Ma Mutt. You have your own personal bird pet, Vultureboy, don't you? But think about it carefully, Mutant. Your power and control over your army, or your old friends. Which will it be?"

Vultureman took a look at his confederates from Plun-Darr. Slithe was giving him the evil eye. Monkian and Jackalman were shaking their heads, as if saying, "No! Please say no, Vultureman!"

He turned back to Mumm-Ra and spoke. "The last time I drank this Super Power Potion and became so strong and powerful, I told myself in all sincerity that I didn't need Slithe, Monkian, or Jackalman anymore. Well, now that I have it back, as well as all the Vulturemen I can command, and a flock of cloned vultures to keep us company, I say I don't need them anymore now, either. Do what you will with them, Mumm-Ra. I have new friends now, and they will lead me to glory like no Mutant has enjoyed in a long, long time!"

The Mutants reacted in disbelief and anger. "Vultureman!" roared Slithe, "This is the thanks I get for helping you achieve your dream?! You really are the biggest feather-brain I've ever known!"

"Hoo! Hoo! Hoo! You can't be serious, Vultureman!" hooted Monkian.

"I _am_ serious, ape-man," said Vultureman mockingly.

"In that case," said Mumm-Ra, "You have passed the test, Vultureman. You will let go of these other miserable Mutants, but you get to keep your army, your power, your cloning technology, and most importantly, your loyal partnership with me!"

Vultureman squawked in triumph again. His army squawked with him. The noise really offended Slithe's ears.

"And as for the miserable Mutants," said Mumm-Ra, turning to the three barbarian Mutants, "I have only one thing for you. Servitude to your new Lords of Third Earth, Vultureman, and myself, alongside the Lunataks!"

"Nyah! No, Mumm-Ra!" wailed Jackalman. "We'll never survive for long working alongside those wretched Lunataks! Please reconsider!"

"Mumm-Ra rarely reconsiders, cowardly dog," said Mumm-Ra, "And this isn't one of those rare exceptions. You and your two friends will be serving me for a very long time! Ha! Ha! Ha! Ha! Ha! Ha! Ha! Ha!"

"Take them away, Commander Hootmon!" Vultureman ordered his Vulture Commander. The Commander obeyed, gesturing for his nearest troops to take them away.

"You'll pay for this, bird-beak!" screamed Slithe, "Someday, you'll pay! Yessssss?"

After they were led away, Vultureman and Mumm-Ra stood before the cauldron in the center of the room and shouted to the Ancient Spirits of Evil, "Third Earth will be ruled by Mumm-Ra, the Ever-Living, and Vultureman, the Avian Mutant, now and forever!"

They raised their hands in triumph. The army cheered them on. And as they did, Vultureman could have sworn the Ancient Spirit known as the Vulture King whispered in his head, "Brother."

* * *

><p>Some distance from the pyramid and the Desert of Sinking Sands, WilyKat and WilyKit were fleeing the now abandoned Tower of Omens. WilyKit, in particular, was distressed about what had happened. Apparently, all the ThunderCats had been knocked out and captured by Mumm-Ra, Vultureman, and their new army, including Snarf and Snarfer, who had been caught at Cat's Lair, and even Pumyra, who hadn't been finished healing Tygra and Cheetara before Vultures showed up to take them. Now, they were all imprisoned in the pyramid, and the Eye of Thundera was wiped out. The two of them had barely escaped with their lives, but they didn't know where to turn.<p>

They came to the River of Despair, and for a brief moment, they thought about ending it all by letting the Black Widow Shark, or maybe the Living Ooze, take them and remove their misery. WilyKit was about to do so when suddenly, the two old Unicorn Keepers that the ThunderCats had befriended long ago came along.

"Don't jump in that river, ThunderKittens!" the man said, "It is not worth it. Even with Vultureman taking over Third Earth, it is not worth it."

WilyKit looked at them. "But what can we do about this?" she demanded, "All of our fellow ThunderCats have been taken by Mumm-Ra, and he and those Vulture clones destroyed the Sword of Omens! Without the Eye of Thundera, we are nothing!"

"It's the truth, good people," said WilyKat, "We've lost a lot of our power without the Eye as the guide of the Thunderians. Even Lion-O and Snarf have been captured, too!"

"Hope may not be altogether lost," said the wife. "Do you not know that there are fires on Third Earth that can re-forge the Sword by magical properties? I know that neither of you are blacksmiths, like Ben-Gali, but the fires of Third Earth can restore the Sword of Omens and the Eye of Thundera, if you can just do it before Vultureman and Mumm-Ra's influence spreads to the entirety of Third Earth."

"But the only fire we know of is at Dark Side," said WilyKit.

"Yeah, and it's full of Thundrainium there, too," said WilyKat. "We could never do it there; the land's been tainted too much."

"I did not mean Dark Side, young Kittens," said the wife, "I meant elsewhere on Third Earth. Being the only free ThunderCats left, you must find it and cast the Sword into it in order for the Eye to return to life and the Sword to be re-forged. It may take time, but you cannot free the other ThunderCats and overcome Mumm-Ra and Vultureman without it."

"But where's the Sword?" asked WilyKit, "We thought Mumm-Ra cast it into his cauldron."

"We found it submerged in the River of Despair shortly before your arrival," said the man. "Here it is, well, the hilt and the dormant Eye, at least."

"Only the ThunderCats have the power to defeat the greatest evils of Third Earth and to bring back the balance of life and nature," said the wife. "And as I said, you are the only ones not overpowered and captured by the evil rulers of this world. You must go, far to the west, and attempt to find the fire that will restore the Eye and the Sword and free your friends."

The ThunderKittens looked at the hilt, and then at each other. "Well, I suppose it could be worse, WilyKat," said WilyKit reluctantly. "We may have been at a total dead end, like we thought we were just a few minutes ago. Even with all our friends gone for now, there are still some things we can do."

"Yeah, you're right, WilyKit," said WilyKat. "Fine, we'll do it," he said to the Unicorn Keepers. "If it'll help to save Third Earth and our elders. Can you help us get on the right track, to start with?"

"Yes, we can," said the wife, "Just follow us."

And the Unicorn Keepers led them through the nearby Unicorn Forest to start their long journey to restore the Sword of Omens and bring peace and justice back to Third Earth.

**END OF EPILOGUE**

**THE END**

* * *

><p><strong>AN:** I'm not planning on doing a sequel to this story, but if anyone's interested in doing a story along the ideas of this final chapter, that's all right with me.


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